Disclaimer: I do NOT own Buffy or any of the cast members. Would be fun if I did though.

"I'm sorry William."

Spike felt his insides crumble as he watched her walk away from him, from them, from everything they had, and could have, been. He dropped to his knees, not feeling the pain as the rubble pierced his knees and shins, and stared, eyes hollow and empty, at the last place she had been. His mind drifted into oblivion as the sobs racked his body and the tears flooded down his face.

***

Buffy made it all the way home before the empowered feeling finally drifted away. All the justification and righteousness bled out of her body until all she could see, all she could think of, was the look of total devastation she had left Spike wearing.

***

Dawn left the movie theatre and said goodbye to her friends. They were going to the Double Meat Palace for something to eat but Dawn, thanks to Buffy working there, couldn't stand even the thought of the Double Meat Special. In fact, just thinking about it made her want to hurl..

Armed with the hand-made stake Spike had made for her and a small flask of holy water, Dawn began her journey home. The fastest way possible, while still avoiding the alleyways. Both Buffy and Spike had warned her to stay away from alleyways at night. Buffy had given her the simple 'Do as I say' warning, but Spike had treated her like an equal and told her the why behind that warning.

After that particular chat with Spike, Dawn never went anywhere without her stake and holy water. Not even school.

The hairs on the back of Dawn's neck began to tingle. Any normal girl would just have ignored that kind of sensation. Then again, normal girls weren't the little sister of the Slayer and close friends with a Vampire! Again, both had told her to trust feelings like that. That they were like a built in alarm that, according to Spike, if more humans paid attention to, he wouldn't have eaten so well.

Dawn sped up. Realising that she was coming up on Spike's cemetery, she dashed through the gates. It wouldn't matter to Spike if it was a false alarm. That fact that she got scared was always a good enough reason to get him to walk her home.

Dawn sighed to herself as Spike's crypt came in to view. The tingle had spread to all over her body and she really needed to see a friendly face right about now.

"Spike!"

"Thought I smelled somethin' fresh!"

Dawn spun around and hurled the holy water all over the shadowy figure advancing on her. Direct hit to the face and chest. It laughed and brushed its shirt front down with the back of one hand.

"Too bad for you, I'm not a vampire!"

***

Through the swirling mist of a lost mind, Spike hear a familiar voice calling out his name. He couldn't quite place who or where, but right at that moment, he didn't care. The last thing he wanted was company. He didn't want to have to explain why he'd be taking that planned walk at sunrise, without his blanket.

The terror filled scream that followed slashed through the mist like a broadsword, dragging his reluctant mind back from the pit of despair and right back to fully alert. He would have known that scream anywhere!

"DAWN!"

Spike leapt to his feet, covering the distance to the ladder in the same jump. He shot up the ladder and almost ripped his door apart in his rush to get out of the crypt.

Dawn was on the ground, several feet away, struggling against a large man-look-a-like demon. Spike ran at full vampiric speed and tore the demon off of her. The scent of blood filled Spike's nostrils. Not just any blood, Dawn's!

Spike vamped out and before he knew what the hell he was doing, he had charged at the demon, punching a hole through it's ribcage and crushing its heart with his bare hand, while sinking his fangs in to the side of its neck and tearing its throat open.

He only stepped back when the demon's body turned in to disgustingly smelly green goo and oozed in to the ground.

Turning quickly, while changing his face back to its human visage, he knelt down to check on Dawn. She had been scratched several times but, what worried Spike the most, was the nasty looking bite mark to her left side. It was already showing signs of infection.

Without a second thought, Spike scooped Dawn up in to his arms and took off at full speed, his destination clear in his mind, Buffy!

***

Buffy sighed heavily after talking with Tara. So far, she was the only person who knew the truth about her relationship with Spike. She had hoped that talking things over with Tara would help her come to peace with her decision to end it.

After all, the whole thing had been wrong from the start. Seriously, who had ever heard of a vampire and the Slayer being involved that way. It was wrong, unnatural, went against every thing she and her title stood for.

Then why did she feel like she was dying?

Tara had tried her best, but in the end, hadn't been able to offer either comfort or answers. Buffy was feeling worse by the second but couldn't understand why! She needed help on this one. The only problem was, to get the help she needed, she would have to explain why she needed it.

"BUFFY!"

It was Spike! The one being she didn't want to see right now. She had hoped that their little 'chat' earlier would have made him stay away. Not that he could get in. She'd had Tara un-invite him as soon as she got home.

"BUFFY!" his voice came again, more desperate this time. "LET ME IN! PLEASE!"

That changed everything! Buffy raced to the door and threw it open. Her hand flew to her mouth as she gasped in horror at the sight before her.

Spike was pleading her with his eyes. Dawn was unconscious in his arms, her face and neck were badly scratched and the front of Spike's shirt was covered in blood.

"Buffy, please!" he begged, eyes flickering between her and Dawn.

"Come in!" she gasped and quickly turned to follow him as he raced over to lay Dawn on the dining table. "What happened to her?"

Spike tore open the left side of Dawn's t-shirt before rushing in to the kitchen and gathering the medical supplies from under the sink and dashing back to start treating Dawn.

"Demon attacked her. She got bit. Looks infected. I can smell venom in the wound."

Buffy already had the telephone in her hand, a ringing tone in her ear, quickly followed by Giles voice.

"Hello?"

Before Buffy could reply, both she and Giles, heard Spike shouting to Tara in the background.

"Crack open your magic, witch. We need to get the demon's venom out! Dawn's not strong enough to fight it on her own!"

By the time Buffy found her voice to speak to Giles, she was greeted by a dial tone. Realising that Giles would probably already be on his way, Buffy quickly dialled Willow, Xander and Anya at the Magic Box. She wasted no time in telling them what had happened and they too, were making their way to the Summers house.

***

The front door slammed in to the wall when the cavalry arrived. Willow and Giles instantly rushed to Tara's side as she tried desperately to help Dawn fight against the venom surging through her veins.

Xander and Anya went to Buffy, who was pacing desperately in the living room. Xander was about to speak when he heard a strange grunting noise from upstairs. Noticing that Buffy stiffened at the sound, he dashed up the stairs and threw open the door to the room the noise had come from.

Xander instantly regretted his decision.

Spike was stood, naked, in the middle of the room. He was searching through an old trunk chest.

"What the…"

Spike stood up slowly, eyeing Xander warily, a frown firmly set on his face. Suddenly, anger took control of the vampire's voice, scaring Xander more than he would ever admit.

"What the bloody hell do you think you're doing?"

Xander spun to face the door. He was blushing furiously but couldn't bare to let Spike see it, he'd never let him live it down.

"Heard a noise. Thought the house was under attack." Xander tried to explain himself. "Didn't know it was you. Or that you were…"

A humourless chuckle drifted across the room to him. "Not safe to leave a vamp covered in blood."

"WHAT?!" Xander had turned before he realised it but thankfully, Spike was now, at least, wearing a pair of old sweat pants. Xander briefly recognised them as a pair Buffy's father had left behind.

"Outside your crypt?!" snapped Xander. "You sent her out alone?! I knew she was a fool to trust you!"

Xander tried to scream, but the shock and the force of Spike's sudden move stole his breath. One minute he was ripping into the chipped vamp for being the irresponsible ass-hole he always knew he was, the next, he was pinned by the throat to the nearest wall.

Two things ran through Xander's mind as Spike vamped out.

One, I'm gonna die!

Two, The chip's not working!

Suddenly, Spike spoke. Xander had been expecting to be bitten and drained but, Spike seemed to have other ideas. Xander was suddenly all in favour of other ideas!

"Dawn wasn't at mine!" he hissed. "For your information, she'd been at the pics with some mates tonight. Must of got spooked on the way home and tried to come to me for help."

Spike's face changed back to its human version as he loosened his grip on Xander's throat.

"Seems like her trust in me was well placed." added Spike. "Considering I've been chip free for the last week and I took her home instead of feeding off her."

Xander took a deep shaky breath when Spike fully released him. "But…" Xander was feeling more than a little lost. "You could have." at Spike's deadly glare, he quickly added. "It's part of being a vampire, right? Part of your nature? How did you stop yourself?"

Spike's glare vanished, replaced by a thoughtful expression. "I made a promise to Buffy."

***

It took Xander just over half an hour to come back downstairs. He obviously hadn't shaken off the shock of what he had learned, as the other's, except for Tara, who was still treating Dawn, and Spike who was slouched in the armchair writing something in a notebook, spotted his distress immediately.

"Xander?" asked Anya, rushing over to his side with a concerned look on her face. "Xander, honey, what's wrong?"

Xander wrapped his arms around her and fixed his eyes on Buffy, Willow and Giles. "Did you know that Spike's not chipped anymore?"

Shocked gasps and suddenly worried looks gave him his answer.

Buffy stormed over to Spike, snatching the notebook out of his hands and throwing it to the floor. "Is it true? Is the chip gone?"

Spike looked up at her, but refused to meet her eyes. "Yeah, got it out last week."

"You're at full vampire capacity and you didn't feed from Dawn?" asked Giles, beyond shocked by what he was hearing.

Spike locked eyes with Giles, making the man gulp nervously. He rose to his feet, picked up the notebook and handed it to Willow. He grabbed his duster and pulled it on before making his way towards the back door.

"Spike!"

Spike froze, hand reaching for the door handle, at the sound of Buffy's voice.

"I promised, didn't I?!"

With that, Spike tore the door open and vanished in to the night. Well, he tired to. He got as far as the bottom of the back steps before Buffy caught him. She threw her arms around him and sobbed a little in to his back. "Thank you!" came her whispered voice.

***

"Is this what attacked Dawn?!" asked Willow as Buffy dragged Spike back in to the house. He kept trying to leave, a strange, almost pained, look on his face. Of course, Buffy won the argument, saying that Dawn will want to see him when she comes round.

"Sure is, Red." said Spike. "Any idea what it is? I ain't seen one o' them before."

Willow showed the picture Spike had drawn in the notebook to Giles. "Any idea?"

Giles' eyes grew saucer wide and his jaw dropped. He took off his glasses and cleaned them. "How did you save Dawn?"

Spike frowned, a little confused, and annoyed, that he wasn't getting an answer. "Smashed my hand through it's chest, crushed it's heart." he looked thoughtful for a moment before adding. "Oh, and I bit the bugger. Bloody thing turned to smelly slime on me too."

Giles smiled slightly. "How did you know to do that?"

"I didn't! Just saw it hurting Lil Bit, and went on instinct." replied Spike, glancing over at Dawn's still unconscious form on the dining table as he answered.

Giles faced the entire room, including Spike. "Dawn was attacked by a Kalphrash demon. It's bite is deadly to humans. The venom slowly liquefies their victims insides. According to what I've read, the only way to kill one…" he paused and looked directly at Spike. "….is a vampire's bite."

"I know how to get the venom out." announced Anya, marching through to the kitchen.

A small argument ensued between Tara and Anya, followed by a sudden soul-chilling scream coming from Dawn.

The others raced in to the kitchen at the sound of Dawn's scream. Tara was trying to wrestle the rock salt out of Anya's hand but Anya was holding her off and still pouring the salt all over Dawn's bite wound. Dawn's eyes were entirely blood red and she was screaming out in agony, only, it wasn't her voice.

When the screaming died down, and Dawn's eyes returned to normal, smelly green goo was all over the dining room floor, having seeped out of the bite wound. Anya finally gave the rock salt to Tara and looked over at the others.

"Kalphrash demons reproduce by biting. Every tooth forces an egg inside its victim. Then the babies eat their way out of the host a couple days later. Salt melts the eggs."

The others exchanged looks of disgust, which, for some, especially Xander, quickly turned to full on vomiting. Willow and Anya rushed to his side and comforted him as he emptied his stomach in to the sink.

A hoarse whisper from the dining room caught Buffy's attention. She turned, just in time, to see Dawn being helped off the table by Spike. Buffy was awed by the tender care he took of her sister as he swept Dawn up in to his arms and gently carried her up to her room.

Buffy was drafted to help with the kitchen clean up while Willow drove Xander and Anya home. As soon as the tidying up was deemed under control, Buffy hurried up to check on Dawn and thank Spike, yet again, for saving her sister.

***

"Hey Buffy." greeted Dawn as Buffy slowly entered her bedroom. Even though Dawn had forced a smile on to her face Buffy was able to see straight through it to the pain and discomfort her sister was struggling to keep control of. It was a look Buffy knew only too well. She had worn that very mask herself, still was.

Ever since she had been brought back, Buffy had become an expert at hiding her misery and pain. Not one of her friends had been able to see past her mask of faked happiness. They believed her lies of being okay and carried on as though she had never left, had never been ripped out of heaven.

Buffy was left to fend for herself and continue as though nothing had happened, even though she felt empty inside, as though the world no longer many sense to her. Every day had brought with it new battles to overcome, ranging from demons who made everyone burst into song and dance until they burst into flames, to just trying to force herself out of bed in the morning.

No-one seemed to realise just how hard everything had become for Buffy, they wanted her back so they stole her from heaven and then just expected her to be able to cope with such a change. Not one…

That train of thought was sent crashing off the track when a single face appeared in her mind.

Spike!

Spike had instantly seen through her mask straight to the truth. He had been there for her every wobbly step of her troubled journey back to the life she had been forced back into. He had let her use him in every way imaginable and asked for nothing in return. He had given her his heart and she had repaid him, and his endless devotion, by trampling him into the ground and leaving him as little more than a broken shell.

She had expected him to disappear, the one man who had never left her. She had expected him to stop caring, as all the other men in her life had. She had expected many things, but saving her sister and keeping his promise of protection had not been one of them. She had been trying to ignore the look of pain in his eyes whenever their gazes met, the love for her that still shone clear in those icy blue depths. Buffy felt her own heart breaking at the pain she had caused to the only person who had never abandoned her.

"Buffy?"

Dawn's voice pulled Buffy back in to the room. Her eyes scanned the room.

"Where's Spike?"

Buffy's mind was racing as she heard Dawn saying something about Spike leaving, needing to take a walk. Images and moments where she truly felt safe flashed through Buffy's mind and, as if adding to her personal misery, she realised that the only times she had ever felt truly alive, even before jumping off that tower, was when she had been with Spike.

Buffy's eyes were mysteriously drawn to Dawn's bedside table. Well, not quite the table, the clock on the table. Horror filled every cell of her body and it must have shown on her face as just as the gasp slipped past her lips, a matching terrified one escaped from Dawns.

It was almost sunrise!

"BUFFY!"

"DAWN!"

The sisters called frantically to each other as the realised what was about to occur. Spike was outside, his blanket was still in his crypt and sunrise was approaching! Dawn's eyes overflowed with tears, Buffy was only just able to stop herself from joining her sisters impending grief as images of Spike sped through her mind.

His smirk. His eyes filled with love that was just for her. His soothing words whenever she needed them. His goading and teasing. Their sharp quips as they fought. The way he walked. His confident swagger. The honey soft words he whispered during their intimate moments. The way he held her. The way he always defended her. The way he looked when she was brought back.

Buffy felt her heart stutter and threaten to break as one last image came to her mind.

The shattered look she had left him with as she walked away.

Buffy's mind suddenly snapped. The world skewed for a moment before popping back into place in perfect clarity. A world altering realisation humming through her very being. The feeling of wrongness she had blamed on having the secret relationship with Spike came to the forefront of her minds eye but, this time, she saw it for what it truly was.

There had been something wrong about that relationship after all, but, it wasn't what Buffy had imagined it to be. It wasn't the relationship that was wrong! It was the secret!

Buffy felt her heart swell with new understanding. A feeling of supreme freedom exploding out of her inner core as the words she had always felt but feared to speak erupted out of her mouth, which was now forming a happy, if slightly stupid, grin.

"I love Spike!"

Dawn was shocked at her sisters sudden announcement, although not entirely surprised. After all, she had been spotting the signs for almost a month now. That kind of change in someone was not the kind of thing a sister missed. Dawn opened her mouth to reply, and give her blessing, but Buffy was already gone.

***

Giles and Tara jumped at the sudden reappearance of Buffy racing down the stairs. On seeing her dashing for the door, Giles opened his mouth, all set to ask her where she was going, but Buffy beat him to it with one of, if not the, most shocking things Giles had ever heard her say.

"I love Spike!"

Buffy was out the door and away the instant the last word left her lips. Giles' mouth snapped shut and he sang numbly back into the chair he had been sitting on. A knowing smile crept over Tara's features as she closed her eyes and whispered a good luck charm for the Slayer and her love.

***

Spike kicked a bottle out of his way as he numbly walked down a side street. He had absolutely no idea where he was, but, right now, he couldn't honestly care. He had done everything he could think of to try and convince Buffy that his feelings were true but not one damn thing had worked.

He had even got his chip removed, after months of searching, and still stuck to that damn foul pigs blood, just to prove to her, and himself, that he could fight the hunger.

He sighed heavily as he continued on his journey to nowhere. "Maybe I should've told her about getting the chip out. Maybe then she'd have believed me."

Rapid footsteps in the distance made Spike pause for a moment. They were criss-crossing one of the streets nearby. Spike sighed again as he tried to imagine what the person could be searching for and, for some reason he didn't quite understand, he hoped they would find it.

"SPIKE!"

The frantic tone of that oh-so-familiar voice chilled Spike to the core of his being. It was Buffy! Not only that, but, it was Buffy in pain!

Spike couldn't have stopped his feet from rushing to her aid even if he had tried to stop them.

"BUFFY!"

He burst out of the side street just in time to see Buffy spinning around to face him. Her face lit up with pure joy at the sight of him had Spike's whole world spinning.

"Spike!" she called again, her tone overflowing with happiness. "I found you! I thought I'd be too late!"

"I'm right here, pet." called Spike as he began to move towards her.

"Spike…" Buffy paused for a second as she took a deep breath. "I LOVE YOU!"

Spike felt tears pricking his eyes at the sound of those words. He never thought he would ever hear them spoken his way and now, Buffy was saying them to him. In fact, as he watched her take a wobbly step towards him, he realised that she hadn't just said them, she had shouted them. Buffy had shouted out to him that she loved him. Spike swore that he could almost feel his heart begin to beat.

Spike paused, something was very wrong here. His eyes darted all around Buffy's form, trying to find what was upsetting her so badly but came up empty.

Until…

The demon within him screamed out in fear. SUNRISE!

Spike's body twisted slightly as he glanced behind him. His eyes widened in terror as he saw the first rays breaching the horizon. His head snapped back around to face Buffy who was racing towards him, screaming out for him to run, to hide but it was too late, there was nowhere!

His eyes frantically scanned the nearby buildings for an escape but were met with the solid brick of the rear of houses or stores. He cried out as he felt his hands and face beginning to burn and heard Buffy screaming in response, begging someone, somewhere, to do something, anything. He had never felt, nor heard Buffy, so petrified before.

Just as the first true beam of sunlight was about to strike him, a gentle, strangely comforting breeze drifted around his body. Spike felt the burning pain being soothed and wondered if this was how all vampires felt as they died. He was amazed by how bizarrely peaceful it seemed.

"Spike…"

A hushed, yet familiar voice whispered to him from within the breeze. He could hear another familiar voice chanting something in the background behind it and was suddenly very aware of the smell of magic in the air.

"Spike, we can only buy you a little time. Get to safety. Run! Now!"

Spike was more than a little shocked by the strange turn of events but, when he realised that his body was no longer burning, he wasn't planning on questioning it any time soon.

"SPIKE!"

Buffy's voice snapped Spike into action. Whatever was going on was happening in his favour for once so he had no intention of screwing up the chance he was being given. Not when this chance involved Buffy!

He raced towards Buffy, scooped her up into his arms and ran at full speed towards the only place nearby that he could enter.

The Magic Box!

Just as they reached the back door, the front being a no-go as it was covered by an iron grate, Spike howled out in pain as his skin began to burn again.

Buffy jumped from his arms, gripped the side of the back door and almost tore the damn thing out of its hinges. The same second she got it open, she threw Spike inside and followed him, sealing the door behind them. Buffy literally dragged Spike into the rare books storage room at the far back of the shop and slammed the door behind them.

With no windows in the room, it took a little while for Buffy's eyes to be able to see even the most basic of details but she couldn't help but smile at the first thing she did see.

Spike, in pain, but not dust, not gone.

Spike growled lowly to himself as he shifted into a more comfortable position. The entire left side of his body hurt but it was a lot better than it should have been. He had no idea why anyone would pull that kind of powerful stunt for him but he had a strong feeling that it was because of Buffy.

"Are you alright?"

Spike smirked slightly at the genuine concern in Buffy's voice. He had absolutely no idea what he could have done to put it there but it must have been something just right. She was concerned for his wellbeing, she had been clearly terrified for him when she had spotted the sun beginning to rise behind him and, as if that wasn't fantastic enough, she had shouted out, in the middle of the street, that she loved him. Spike absently wondered if she had told anybody about her feelings for him, or if he had to play dirty little secret again.

"Almost everybody, and, No."

Spike was shocked. He hadn't realised that he had spoken those thoughts aloud until he heard Buffy's calm reply to them.

'Wait a minute!' his mind called out to him. 'Almost everybody? No more dirty little secret?'

Spike opened his mouth to ask what she meant but Buffy's lips suddenly crashed over his and the thoughts were lost.

***

Willow and Tara slumped against each other at the same time, both feeling completely drained. Stalling the sunrise had taken every once of magic that both processed.

"Do you… think it… worked?" gasped Willow as she tried to get her breath back.

"I hope… so." came Tara's breathless reply.

Tara slipped into slumber against Willow's shoulder, her breathing finally evening out. Willow watched her lover for a few moments, thinking over what Tara had told her about Buffy's not so surprising announcement. Willow wondered how she could have been so blind, so judgemental against someone who was actually making things better for Buffy. As Willow joined Tara in slumber, she hoped that the spell had been enough to save Spike. Even if some of them didn't trust the peroxide vampire, Buffy loved him and Tara believed in him and that was good enough for Willow.

***

Anya was bickering with Giles about a new item she wanted to start stocking as the Scoobies made their way into the Magic Box. Xander let Dawn lean against him for support as he helped her down the tiny step inside but it was more a case of her supporting him, as his expression was still looking a little shell-shocked from the bomb the others had dropped on him over breakfast.

"Any chance of something to eat?" asked Dawn as her stomach grumbled in agreement.

"It is almost two o'clock after all." agreed Tara as she checked her watch.

Willow made her way over to the phone on the counter and called the local pizza place for a delivery.

"Yes please! I'm starved!"

The Scoobies froze at the sound of the voice emerging from the rare book storage room. They breathed a sigh of relief when Buffy stepped out of the shadows but Xander and Giles gasped slightly at the sudden appearance of two pale white arms wrapping themselves around Buffy's waist from behind, and sighed when the 'should have been expected' head appeared on her shoulder and his voice reached their ears.